Protecting Confidentiality in the Sale of Your Business

An asset purchase agreement crossed my desk recently with a provision that allowed the buyer to post a notice on the door that there was a pending transfer of the business. Also included in buyer’s proposed purchase agreement was a provision obligating seller to maintain all customers, vendors, and employees against that threat that the buyer could terminate the contract.

Upon review, it appeared that the buyer was setting the seller up to force the seller out of business so that buyer did not actually have to pay any money to eliminate its competitor. It is critically important that confidentiality be maintained during the pendency of the transaction. There are many ways to do this:

Prior to discussions on the drafting of the transaction documents, execute a non-disclosure, confidentiality, and non-circumvention agreement;

Set rules on the buyer’s visitations to the business, as it will become clear to employees that something is up if the same “suits” walk in weekly/monthly; and

Consider setting up separate email accounts and fax accounts for the transmission of confidential documents between your team (lawyer, accountant, and financial planner) and you as the principal seller of the business.

By Guest Blogger Mary Drury, Esq.

Post Views: 374

Related

About the Author

Jay Young is a Las Vegas, Nevada attorney. His practice focuses on business law, business litigation, and acting as an Arbitrator and Mediator. Peers have named him an AV-Rated Lawyer, Best Lawyers, a Top 100 Super Lawyers in the Mountain States multiple years, and to the Legal Elite and Top Lawyers lists for many years. Mr. Young has been appointed a part time Judge, a Special Master to the Clark County, Nevada Business Court, as an arbitrator by the Nevada Supreme Court. He has been appointed as an arbitrator or mediator of well over 250 legal disputes from business disputes to personal injury matters. He has been named Best Lawyers for Arbitration. Mr. Young is a respected author of ten books, including A Litigator’s Guide to Federal Evidentiary Objections, A Litigator’s Guide to the Federal Rules of Evidence, and the Federal Court Civil Litigation Checklist.
Mr. Young can be reached at 702.667.4868 or at jay@h2law.com.

Jay Young | 3800 Howard Hughes Parkway, Ste. 100, Las Vegas, NV 89169

Facebook Reviews

I met with Jay to set up my LLC. He cares about his clients and is accessible. Jay had me take an assessment and gave me recommendations on exactly what kind of legal protection I need for my company. His team created was prompt in creating the necessary contacts I needed for my contractors and employees. After my experience with Jay I felt very informed and comfortable knowing that I am properly protected legally.

If you think you may need to go to trial for a business issue I suggest you speak with Jay Young first about arbitration. He is extremely responsive and knowledgeable. Not only is he high regarded in arbitration but the process is less expensive than going to trial and will not take as long. Jay approaches arbitration with the possibility of salvaging the business relationship. If you need any type of legal business advice contact Jay at Howard & Howard. Thanks Jay!

Mr. Jay Young is a phenomenal and trustworthy individual to work with! He is rated one of the top 20 attorneys! He mainly does Commercial and Business law, represents small businesses, and he always goes an extra mile in everything he does! If you're looking for an attorney that can save you time, money, and handles your case in professionally ; Contact Mr. Jay Young, Attorney, Arbitrator and Mediator. Director: (702)667-4828 Email: jay@h2law.com.

Jay Young is one of the finest Business Attorneys you will find in Las Vegas. Not only does he have the experience necessary to assist any business owner but he is the type of attorney that will actually treat you with the respect you deserve. I recommend that every business owner give him a call if they have any type of legal question. There is no doubt that he can help you!